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Extra resources for ACCA - P1 Professional Accountant: Study Text
The day-to-day running of a company is the responsibility of the directors and other managers to whom the directors delegate, not the shareholders. For these reasons, therefore, there is the potential for conflicts of interest between management and shareholders. Exam focus point June 2008 Question 3 asked students to explain agency in the context of corporate governance. 4 The agency problem The agency problem in joint stock companies derives from the principals (owners) not being able to run the business themselves and therefore having to rely on agents (directors) to do so for them.
Examples of such remuneration incentives are: (a) (b) (c) Profit-related/economic value-added pay Pay or bonuses related to the size of profits or economic value-added (covered in Chapter 3). Rewarding managers with shares This might be done when a private company 'goes public' and managers are invited to subscribe for shares in the company at an attractive offer price. In a management buy-out or buy-in (the latter involving purchase of the business by new managers; the former by existing managers), managers become joint owner-managers.
The agency problem with auditors is that auditors may not be independent of management; they become too close or are afraid that management will not give them non-audit work. This significant problem is one that corporate governance codes have sought to address, as we shall see in Chapter 3. 1 Other relationships Other significant agency relationships include directors themselves acting as principals to managers/employees as agents. It is of course a significant responsibility of directors to make sure that this agency relationship works by establishing appropriate systems of performance measurement and monitoring (discussed in Chapter 8).